UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): May 8, 2014

U.S. Silica Holdings, Inc.

 

(Exact name of registrant as specified in its charter)

Delaware

 

(State or other jurisdiction of incorporation)

 

001-35416		26-3718801
(Commission File Number)		(IRS Employer Identification No.)

 

8490 Progress Drive, Suite 300, Frederick, MD		21701
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (301) 682-0600

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

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Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 8, 2014, U.S. Silica held its annual meeting of shareholders. The final voting results for the proposals presented at the meeting are set forth below.

 

1.

Election of directors nominated by U.S. Silica to serve for a term to expire in 2015 and until their successors are duly elected and qualified:

 

Name		Votes For				Votes Withheld				Broker Non-Votes
Daniel Avramovich			41,867,691				113,116				7,588,998
Peter Bernard			41,822,150				158,657				7,588,998
William J. Kacal			41,842,331				138,476				7,588,998
Charles Shaver			41,651,224				329,583				7,588,998
Bryan A. Shinn			41,850,732				130,075				7,588,998
J. Michael Stice			41,871,398				109,409				7,588,998

 

2.

Ratification of Grant Thornton LLP as independent registered public accounting firm for 2014:

 

Votes For		Votes Against		Abstentions
49,320,860		215,896		33,049

 

3.

Advisory vote to approve the compensation of U.S. Silica’s named executive officers as disclosed in the proxy statement for the 2014 annual meeting of shareholders:

 

Votes For		Votes Against		Abstentions		Broker Non-Votes
41,240,437		652,326		88,044		7,588,998

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4.

Advisory vote on the frequency of the advisory vote to approve the compensation of U.S. Silica’s named executive officers:

 

1 Year		2 Years		3 Years		Abstentions		Broker Non-Votes
39,724,081		146,809		2,041,139		68,778		7,588,998

In light of the result of the frequency vote, and consistent with the recommendation of U.S. Silica’s board of directors set forth in the proxy statement for the 2014 annual meeting of shareholders, U.S. Silica will hold the advisory vote to approve the compensation of its named executive officers every year.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: May 12, 2014